Middlesex Massachusetts Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares

State:
Multi-State
County:
Middlesex
Control #:
US-1058BG
Format:
Word; 
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Description

A Legend is a statement on a stock certificate noting restrictions on the transfer of the stock, often due to SEC requirements for unregistered securities. The Securities Act of 1933 regulates the initial sale of securities to the public. Some securities are exempt from coverage of the Act. Certain stock issue transactions are also exempt (i.e., exempt from registration with the Securities and Exchange Commission). This Legend restricts the transfer of stock in accordance with the Articles of Incorporation or the Corporation's Bylaws or a Shareholder's Buy Sell Agreement.

The Middlesex Massachusetts Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares is a legal requirement that appears on certain stock certificates in the Middlesex County region of Massachusetts. This legend is specifically related to a separate document that imposes restrictions on the transfer of shares. The purpose of the Middlesex Massachusetts Legend is to ensure the compliance of shareholders with certain contractual or regulatory obligations that may restrict the transfer of stocks. It serves as a notice to potential purchasers that there are limitations or conditions associated with the shares being offered for sale. The specific language of the Middlesex Massachusetts Legend may vary depending on the content of the separate document. The legend is typically placed on the face or back of the stock certificate and may include keywords such as "Middlesex Massachusetts Legend," "Restricting Transfer of Shares," and "Reference to Separate Document." Different types of Middlesex Massachusetts Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares may include: 1. Shareholder Agreement Restriction: This type of legend indicates that the transfer of shares is subject to restrictions outlined in a Shareholder Agreement. The Shareholder Agreement could place limits on who can acquire the shares, transfer procedures, or conditions for the sale of shares. 2. Voting Agreement Restriction: In this case, the legend refers to a separate document like a Voting Agreement that determines how the shares can be voted. The restriction may require the shareholder to vote in a certain way or require obtaining approval from specific parties before exercising voting rights. 3. Option Agreement Restriction: This type of Middlesex Massachusetts Legend would signify that the transfer of shares is bound by the terms of an Option Agreement. The restriction may prevent the shareholder from transferring shares until certain conditions, like the expiration of an option period, are met. 4. Securities Regulations Restriction: This legend could indicate compliance with state or federal securities regulations that impose limitations on the transfer of shares. For example, shares may be subject to lock-up periods or securities laws that restrict sales to accredited investors. It is important for shareholders and potential buyers to carefully review and understand the Middlesex Massachusetts Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares. It outlines the existence and nature of any restrictions on the transfer of shares, ensuring legal compliance and protecting the interests of both shareholders and the company.

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FAQ

Restricted stock refers to unregistered shares of ownership in a corporation that are issued to corporate affiliates, such as executives and directors. Restricted stock is non-transferable and must be traded in compliance with special Securities and Exchange Commission (SEC) regulations.

You may not sell, assign, pledge, encumber, or otherwise transfer any interest in the Restricted Shares until the dates set forth in the Vesting Schedule set forth below, at which point the Restricted Shares will be referred to as Vested. A Restricted Share shall not be subject to execution, attachment or similar

Restrictive legends are stamped or printed on the certificate or instrument, face or reverse, of restricted securities and usually begin with These securities are not registered . . . . Restricted securities that are not represented by a certificate (generally referred to as book entry) will have a notation of

Legend Removal Period means, with respect to any securities, any period during which (a) a registration statement (including the Registration Statement) covering the resale of such securities is effective under the Securities Act, (b) such securities have been or are being sold pursuant to Rule 144 or Rule 144A and the

You may not sell, assign, pledge, encumber, or otherwise transfer any interest in the Restricted Shares until the dates set forth in the Vesting Schedule set forth below, at which point the Restricted Shares will be referred to as Vested. A Restricted Share shall not be subject to execution, attachment or similar

A legend is a statement on a stock certificate noting restrictions on the transfer of the stock. A stock legend is typically put in place due to the requirements established by the Securities and Exchange Commission (SEC) for unregistered securities.

If you receive stock from a company affiliate -- an executive officer, director or large investor -- the shares are restricted control securities. Under SEC Rule 144, you can lift stock restrictions by holding the shares for a set amount of time.

If you want to remove the restrictive legend, you should contact the company that issued the securitiesor the transfer agent for the company's securitiesto ask about the procedures for removing a legend. If you have a broker, you may want to ask your broker to help you.

When securities are restricted, a restrictive legend is usually stamped on the back of the stock certificate, prohibiting its sale in the public marketplace unless they are registered with the SEC or are exempt from the registration.

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Middlesex Massachusetts Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares